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EXCEL - IDEA: XBRL DOCUMENT - Texas South Energy, Inc. | Financial_Report.xls |
EX-32.1 - EXHIBIT 32.1 - Texas South Energy, Inc. | exhibit321.htm |
EX-31.1 - EXHIBIT 31.1 - Texas South Energy, Inc. | exhibit311.htm |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-Q
[ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended July 31, 2013
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from ______________________ To ______________________
Commission file number 333-171064
INKA PRODUCTIONS CORP.
(Exact name of registrant as specified in its charter)
N/A
(Former Name)
Nevada | 99-0362471 |
(State or other jurisdiction of incorporation or | (I.R.S. Employer Identification No.) |
organization) |
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IV Etapa Pachacamac MZ H2 Lot 31 Barrio 2 Sector 1 Villa el Salvador, Lima, Peru | 42 |
(Address of principal executive offices) | (Zip Code) |
+886 963 080 887
(Registrants telephone number)
Indicate by check mark whether the registrant (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter period that the registrant was require to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes [X] No [ ]
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer. See definition of accelerated filer and large accelerated filer in Rule 12b-2 of the Exchange Act. (Check one):
Large accelerated filer [ ] | Accelerated filer [ ] | Non-accelerated filer [ ] | Smaller reporting company [ X ] |
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes [X] No [ ]
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PRECEDING FIVE YEARS:
Check whether the registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court. [ ] Yes [ ] No
APPLICABLE ONLY TO CORPORATE ISSUERS:
As of September 12, 2013, the registrants outstanding common stock consisted of 8,000,000 shares.
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INKA PROUCTIONS CORP.
TABLE OF CONTENTS
Financial Statements Unaudited Balance Sheets as of July 31, 2013 and October 31, 2012 . Unaudited Statements of Operations for the three and nine months ended July 31, 2013 and 2012, and from inception (March 15, 2010) to July 31, 2013. Unaudited Statements of Cash Flows for the nine months ended July 31, 2013 and 2012, and from inception (March 15, 2010) to July 31, 2013. Unaudited Statements of Stockholders Equity (Deficit) from inception (March 15, 2010) to July 31, 2013. Notes to Financial Statements | 3
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Management Discussion And Analysis Of Financial Condition and Results of Operations | 4 | ||
Item 3. | Quantitative and Qualitative Disclosures About Market Risk | 7 | |
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Item 3. | Defaults Upon Senior Securities | 8 | |
Mining Safety Disclosures | 8 | ||
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Signature | 9 |
2 |
PART I FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
The financial statements included herein have been prepared by us, without audit, pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in the financial statements prepared in accordance with generally accepted accounting principles have been omitted. However, in the opinion of management, all adjustments (which include only normal recurring accruals) necessary to present fairly the financial position and results of operations for the period presented have been made. The results for interim periods are not necessarily indicative of trends or of results to be expected for the full year. These interim financial statements should be read in conjunction with the audited financial statements and notes thereto included in our registration statement for S-1/A6, filed on February 2, 2013 with the U.S. Securities and Exchange Commission (SEC) and can be found on the SEC website at www.sec.gov.
3 |
INKA PRODUCTIONS CORP.
(A Development Stage Company)
FINANCIAL STATEMENTS
July 31, 2013
UNAUDITED BALANCE SHEETS
Page F-2
UNAUDITED STATEMENTS OF OPERATIONS
Page F-3
UNAUDITED STATEMENT OF STOCKHOLDERS EQUITY (DEFICIT)
Page F-4
UNAUDITED STATEMENTS OF CASH FLOWS
Page F-5
NOTES TO FINANCIAL STATEMENTS
Page F-6
F-1 |
INKA PRODUCTIONS CORP. | |||||
(A Development Stage Company) | |||||
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UNAUDITED BALANCE SHEETS | |||||
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| July 31, 2013 |
| October 31, 2012 |
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ASSETS |
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CURRENT ASSETS |
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Cash | $ | 59 | $ | 540 | |
TOTAL CURRENT ASSETS |
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| 540 | |
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LIABILITIES AND STOCKHOLDERS' DEFICIT |
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CURRENT LIABILITIES |
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Accounts payable and accrued liabilities | $ | 30,704 | $ | 21,481 | |
Due to Related Party (Note 5) |
| 44,257 |
| 31,954 | |
TOTAL CURRENT LIABILITIES |
| 74,961 |
| 53,435 | |
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STOCKHOLDERS' DEFICIT |
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Common Stock |
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Authorized |
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75,000,000 shares of common stock, $0.001 par value, |
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Issued and outstanding |
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8,000,000 shares of common stock (Note 4) | $ | 8,000 | $ | 8,000 | |
Additional Paid in Capital |
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| (5,000) | |
Deficit accumulated during the development stage |
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| (79,732) |
| (55,895) |
TOTAL STOCKHOLDERS' DEFICIT |
| $ | (74,902) | $ | (52,895) |
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT |
| $ | 59 | $ | 540 |
The accompanying notes are an integral part of these financial statements.
F-2 |
INKA PRODUCTIONS CORP. | ||||||||||
(A Development Stage Company) | ||||||||||
UNAUDITED STATEMENTS OF OPERATIONS | ||||||||||
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| Cumulative results |
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| 3 months |
| 3 months |
| 9 months |
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| July 31, 2013 |
| July 31, 2012 |
| July 31, 2013 |
| July 31, 2012 |
| July 31, 2013 |
REVENUE |
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Revenues | $ | - | $ | - | $ | - | $ | - | $ | - |
Total revenues | $ | - | $ | - |
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EXPENSES |
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Office and general | $ | (3,396) | $ | (1,32 5 ) | $ | (15,295) | $ | $(21,931) | $ | (40,387) |
Professional Fees |
| (4,710) |
| (1,750) |
| (8,542) |
| $(7,176) |
| (39,345) |
Total expenses |
| (8,106) |
| (3,07 5 ) |
| (23,837) |
| (29,107) |
| (79,732) |
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NET LOSS | $ | (8,106) | $ | (3,07 5 ) | $ | (23,837) | $ | (29,107) | $ | (79,732) |
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LOSS PER COMMON SHARE - Basic and diluted |
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$ | (0.00) | $ | (0.00) | $ | (0.00) | $ | (0.00) |
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WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING |
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| 8,000,000 |
| 8,000,000 |
| 8,000,000 |
| 8,000,000 |
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The accompanying notes are an integral part of these financial statements.
F-3 |
INKA PRODUCTIONS CORP. | ||||||||
(A Development Stage Company) | ||||||||
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UNAUDITED STATEMENT OF STOCKHOLDERS' DEFICIT | ||||||||
From inception (March 15, 2010) to July 31, 2013 | ||||||||
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| Common Stock |
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| Additional |
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| shares | Amount | Capital | Deficit | Total | |||
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Founder's shares | 5,000,000 | $5,000 | ($5,000) | $ | $ | |||
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Common Stock, issued for cash at $0.001 per share |
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in March 2010 | 3,000,000 | 3,000 |
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Net loss for the year ended October 31, 2010 |
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| (13,189) | (13,189) | |||
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Balance, October 31, 2010 | 8,000,000 | 8,000 | (5,000) | (13,189) | (10,189) | |||
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Net loss for the year ended October 31, 2011 |
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| (9,627) | (9,627) | |||
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Balance, October 31 2011 | 8,000,000 | 8,000 | (5,000) | (22,816) | (19,816) | |||
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Net loss for the year ended October 31, 2012 |
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| (33,079) | (33,079) | |||
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Balance, October 31, 2012 | 8,000,000 | 8,000 | (5,000) | (55,895) | (52,895) | |||
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Imputed interest |
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Net loss for the period ended July 31, 2013 |
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| (23,837) | (23,837) | |||
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Balance, July 31, 2013 | 8,000,000 | 8,000 | (3,170) | (79,732) | (74,902) | |||
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The accompanying notes are an integral part of these financial statements
F-4 |
INKA PRODUCTIONS CORP. | |||||||
(A Development Stage Company) | |||||||
UNAUDITED STATEMENTS OF CASH FLOWS | |||||||
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| Cumulative |
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| results from |
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| March 15, 2010 |
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| July 31, 2012 |
| July 31, 2013 |
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CASH FLOWS FROM OPERATING ACTIVITIES |
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| Net loss | $ | (23,837) | $ | (29,107) | $ | (79,732) |
| Adjustments to reconcile net loss to net cash used for |
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| operating activities: |
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| Imputed interest |
| 1,830 |
| - |
| 1,830 |
| Change in operating assets and Liabilities: |
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| Increase (decrease) in accounts payable and accrued expenses |
| 9,223 |
| 6,964 |
| 30,704 |
NET CASH USED IN OPERATING ACTIVITIES |
| (12,784) |
| (22,143) |
| (47,198) | |
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CASH FLOWS FROM FINANCING ACTIVITIES |
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| Proceeds from sale of common stock |
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| 3,000 |
| Increase in due to related party |
| 12,303 |
| 14,780 |
| 44,257 |
NET CASH PROVIDED BY FINANCING ACTIVITIES |
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| 12,303 |
| 14,780 |
| 47,257 | ||
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NET INCREASE (DECREASE) IN CASH |
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| (7,363) |
| 59 | |
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CASH, BEGINNING OF PERIOD |
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| 7,903 |
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CASH, END OF PERIOD | $ | 59 | $ | 540 | $ | 59 | |
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| Supplemental cash flow information and noncash financing activities: |
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| Non-cash activity: |
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| Issuance of founders shares |
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| 5,000 |
The accompanying notes are an integral part of these financial statements.
F-5 |
INKA PRODUCTIONS CORP.
(A Development Stage Company)
NOTES TO THE UNAUDITED FINANCIAL STATEMENTS
July 31, 2013
NOTE 1 NATURE OF OPERATIONS AND BASIS OF PRESENTATION
Inka Productions Corp. was incorporated pursuant to the laws of the State of Nevada on March 15, 2010. The Company intends to commence business operations by producing and performing traditional Peruvian dances both in Peru and the United States.
It is a development stage company that has limited operating history and has earned no revenues. Since the inception, the company has devoted its activities to the following: developing a business plan, determining the market for the company services, developing a business marketing plan and capital formation. Inka Productions Corp. (Company) is in the initial development stage and has incurred losses since inception totalling $79,732.
The Company has established a fiscal year end of October 31.
NOTE 2 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of Presentation
The financial statements of the Company have been prepared in accordance with generally accepted accounting principles in the United States of America.
Cash and Cash Equivalents
The Company considers all highly liquid instruments with a maturity of three months or less at the time of issuance to be cash equivalents.
Use of Estimates and Assumptions
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.
Financial Instruments
The carrying value of the Company's financial instruments approximates their fair value because of the short maturity of these instruments.
Basic and Diluted Net Loss per Share
The Company computes loss per share in accordance with ASC-260, Earnings per Share which requires presentation of both basic and diluted earnings per share on the face of the statement of operations. Basic loss per share is computed by dividing net loss available to common shareholders by the weighted average number of outstanding common shares during the period. Diluted loss per share gives effect to all dilutive potential common shares outstanding during the period. Dilutive loss per share excludes all potential common shares if their effect is anti-dilutive. The Company has no potential dilutive instruments and accordingly basic loss and diluted loss per share are the same.
Fair Value
In accordance with the requirements of ASC 825 and ASC 820, the Company has determined the estimated fair value of financial instruments using available market information and appropriate valuation methodologies. The fair value of financial instruments classified as current assets or liabilities approximate their carrying value due to the short-term maturity of the instruments.
F-6 |
NOTE 2 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)
Income Taxes
The Company has adopted ASC 740 for reporting purposes. As of July 31, 2013 the Company had net operating loss carry forwards of approximately $79,732 that may be available to reduce future years taxable income and will expire beginning in 2028. Availability of loss usage is subject to change of ownership limitations under Internal Revenue Code 382. Future tax benefits which may arise as a result of these losses have not been recognized in these financial statements, as their realization is determined not likely to occur and accordingly, the Company has recorded a valuation allowance for the future tax loss carryforwards.
Net Loss per Share
Basic loss per share includes no dilution and is computed by dividing loss available to common stockholders by the weighted average number of common shares outstanding for the period. Dilutive loss per share reflects the potential dilution of securities that could share in the losses of the Company. Because the Company does not have any potentially dilutive securities, the accompanying presentation is only of basic loss per share.
Stock-based Compensation
The Company has not adopted a stock option plan and has not granted any stock options. Accordingly, no stock-based compensation has been recorded to date.
Share Based Expenses
In December 2004, the Financial Accounting Standards Board (FASB) issued ASC 718 and 505 Share Based Payment. This statement requires a public entity to expense the cost of employee services received in exchange for an award of equity instruments. This statement also provides guidance on valuing and expensing these awards, as well as disclosure requirements of these equity arrangements. The Company adopted ASC 718 and 505 upon creation of the company and expenses share based costs in the period incurred.
Recent Accounting Pronouncements
In February 2013, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2013-02, Comprehensive Income (Topic 220): Reporting of Amounts Reclassified Out of Accumulated Other Comprehensive Income, to improve the transparency of reporting these reclassifications. Other comprehensive income includes gains and losses that are initially excluded from net income for an accounting period. Those gains and losses are later reclassified out of accumulated other comprehensive income into net income. The amendments in the ASU do not change the current requirements for reporting net income or other comprehensive income in financial statements. All of the information that this ASU requires already is required to be disclosed elsewhere in the financial statements under U.S. GAAP. The new amendments will require an organization to:
- Present (either on the face of the statement where net income is presented or in the notes) the effects on the line items of net income of significant amounts reclassified out of accumulated other comprehensive income - but only if the item reclassified is required under U.S. GAAP to be reclassified to net income in its entirety in the same reporting period; and
- Cross-reference to other disclosures currently required under U.S. GAAP for other reclassification items (that are not required under U.S. GAAP) to be reclassified directly to net income in their entirety in the same reporting period. This would be the case when a portion of the amount reclassified out of accumulated other comprehensive income is initially transferred to a balance sheet account (e.g., inventory for pension-related amounts) instead of directly to income or expense.
F-7 |
The amendments apply to all public and private companies that report items of other comprehensive income. Public companies are required to comply with these amendments for all reporting periods (interim and annual). The amendments are effective for reporting periods beginning after December 15, 2012, for public companies. Early adoption is permitted. The adoption of ASU No. 2013-02 is not expected to have a material impact on our financial position or results of operations.
In January 2013, the FASB issued ASU No. 2013-01, Balance Sheet (Topic 210): Clarifying the Scope of Disclosures about Offsetting Assets and Liabilities, which clarifies which instruments and transactions are subject to the offsetting disclosure requirements originally established by ASU 2011-11. The new ASU addresses preparer concerns that the scope of the disclosure requirements under ASU 2011-11 was overly broad and imposed unintended costs that were not commensurate with estimated benefits to financial statement users. In choosing to narrow the scope of the offsetting disclosures, the Board determined that it could make them more operable and cost effective for preparers while still giving financial statement users sufficient information to analyze the most significant presentation differences between financial statements prepared in accordance with U.S. GAAP and those prepared under IFRSs. Like ASU 2011-11, the amendments in this update will be effective for fiscal periods beginning on, or after January 1, 2013. The adoption of ASU 2013-01 is not expected to have a material impact on our financial position or results of operations.
In October 2012, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2012-04, ''Technical Corrections and Improvements" in Accounting Standards Update No. 2012-04. The amendments in this update cover a wide range of Topics in the Accounting Standards Codification. These amendments include technical corrections and improvements to the Accounting Standards Codification and conforming amendments related to fair value measurements. The amendments in this update will be effective for fiscal periods beginning after December 15, 2012. The adoption of ASU 2012-04 is not expected to have a material impact on our financial position or results of operations.
In August 2012, the FASB issued ASU 2012-03, "Technical Amendments and Corrections to SEC Sections: Amendments to SEC Paragraphs Pursuant to SEC Staff Accounting Bulletin (SAB) No. 114, Technical Amendments Pursuant to SEC Release No. 33-9250, and Corrections Related to FASB Accounting Standards Update 2010-22 (SEC Update)" in Accounting Standards Update No. 2012-03. This update amends various SEC paragraphs pursuant to the issuance of SAB No. 114. The adoption of ASU 2012-03 is not expected to have a material impact on our financial position or results of operations.
In July 2012, the FASB issued ASU 2012-02, "Intangibles -Goodwill and Other (Topic 350): Testing Indefinite-Lived Intangible Assets for Impairment" in Accounting Standards Update No. 2012-02. This update amends ASU 2011-08, Intangibles -Goodwill and Other (Topic 350): Testing Indefinite-Lived Intangible Assets for Impairment and permits an entity first to assess qualitative factors to determine whether it is more likely than not that an indefinite-lived intangible asset is impaired as a basis for determining whether it is necessary to perform the quantitative impairment test in accordance with Subtopic 350-30, Intangibles -Goodwill and Other -General Intangibles Other than Goodwill. The amendments are effective for annual and interim impairment tests performed for fiscal years beginning after September 15, 2012. Early adoption is permitted, including for annual and interim impairment tests performed as of a date before July 27, 2012, if a public entity's financial statements for the most recent annual or interim period have not yet been issued or, for non-public entities, have not yet been made available for issuance. The adoption of ASU 2012-02 is not expected to have a material impact on our financial position or results of operations.
F-8
NOTE 3 GOING CONCERN
The Companys financial statements are prepared in accordance with generally accepted accounting principles applicable to a going concern. This contemplates the realization of assets and the liquidation of liabilities in the normal course of business. Currently, the Company does not have sufficient cash nor material assets, nor does it have operations or a source of revenue sufficient to cover its operation costs and allow it to continue as a going concern. The Company has a negative Equity since Inception (March 15, 2010) through July 31, 2013, of $79,732. The Company will be dependent upon the raising of additional capital through placement of our common stock in order to implement its business plan, or merge with an operating company. There can be no assurance that the Company will be successful in either situation in order to continue as a going concern. The Company is funding its initial operations by way of issuing common shares. As of July 31, 2013, the Company had issued 3,000,000 shares sold at $0.001 per share for net funds to the Company of $3,000. These financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts, or amounts and classification of liabilities that might result from this uncertainty.
The officers and directors have committed to advancing certain operating costs of the Company.
NOTE 4 CAPITAL STOCK
The Companys capitalization is 8,000,000 common shares with a par value of $0.001 per share. No preferred shares have been authorized or issued.
On March 15, 2010, a director of the Company was issued 5,000,000 Founders shares of the common stock in the Company at $0.001 per share in exchange for services rendered. No cash was paid for the founders shares.
Between March 24 and March 30, 2010 the Company issued a further 3,000,000 Common shares at $0.001 for $3,000 in cash.
As of July 31, 2013, the Company has not granted any stock options and has not recorded any stock-based compensation.
F-9 |
NOTE 5 RELATED PARTY TRANSACTIONS
As of July 31, 2013 the balance of the Company received advances from a Director in the amount of $44,257 ($31,954 at October 31, 2012). The amounts due to the related party are unsecured and non-interest bearing with no set terms of repayment. Imputed interest of $1,830 was recorded as donated capital during the three months ended July 31, 2013.
NOTE 6 FAIR VALUE OF FINANCIAL INSTRUMENTS
The Company adopted the FASB standard related to fair value measurement at inception. The standard defines fair value, establishes a framework for measuring fair value and expands disclosure of fair value measurements. The standard applies under other accounting pronouncements that require or permit fair value measurements and, accordingly, does not require any new fair value measurements. The standard clarifies that fair value is an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability. The recorded values of long-term debt approximate their fair values, as interest approximates market rates. As a basis for considering such assumptions, the standard established a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value as follows.
Level 1. Observable inputs such as quoted prices in active markets;
Level 2. Inputs, other than quoted prices in active markets, that are observable either directly or indirectly; and
Level 3. Unobservable inputs in which there is little or no market data, which require the entity to develop its own assumptions.
The Companys financial instruments are cash, accounts receivable, and accounts payable. The recorded values of cash, accounts receivable, and accounts payable approximate their fair values based on their short-term nature.
NOTE 7 - SUBSEQUENT EVENTS
The Company has evaluated subsequent events from the balance sheet date through the date the financial statements were issued and has determined that there are no events to disclose.
F-10 |
ITEM 2. MANAGEMENT DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Forward Looking Statements
This report on Form 10-Q contains certain forward-looking statements. All statements other than statements of historical fact are forward-looking statements for purposes of these provisions, including any projections of earnings, revenues, or other financial items; any statements of the plans, strategies, and objectives of management for future operation; any statements concerning proposed new products, services, or developments; any statements regarding future economic conditions or performance; statements of belief; and any statement of assumptions underlying any of the foregoing. Such forward-looking statements are subject to inherent risks and uncertainties, and actual results could differ materially from those anticipated by the forward-looking statements.
Business Overview
Inka Productions Corp. (Inka, we, us) is a new company that produces and performs traditional Peruvian dances both in Peru and the United States. Peruvian music consists of sounds from Andean panpipes and colorful Inca dancers. This unique musical tradition blends Spanish, indigenous, and especially African influences into a dynamic, percussive dance style with amazing character and energy.
There are several types of Peruvian dances. The primary focus of our shows will be to incorporate the following dances into our performances:
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Festejo a dance of celebration, which includes a competition between men;
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Lando slower tempo dance, derived from matrimonial dance with Angloan roots;
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Zamacueca heavily Spanish influenced version of the Lando; and
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Alcatraz tells a humorous story with two dancers trying to light a piece of cloth on their back ends, or avoid being lit.
We intend to generate revenue mainly through ticket sales from our performances as well as from fees obtained by private individuals or entities who wish to book our performers for either a private show or to resell tickets themselves (event promoters). We will determine ticket prices prior to booking our first performance. There will be numerous factors that will be considered when determining ticket prices, including: costs, salaries, equipment, personnel, advertising, competition and profitability. We will offer reasonable prices to our future customers with the hopes of maintaining those customers and receiving referrals through customers own networks.
We are in a highly competitive industry, thus we will need to find the right balance of earning a profit and providing our customers with reasonable and affordable pricing to attract as many customers as possible. We will have other sources of revenue as well. However, there is no guarantee that we will ever be successful at generating revenues. We will be seeking sponsors to help us promote and advertise our shows in the various communities we travel to. If the opportunity presents itself, there may be a possibility of doing our show in conjunction with another company that is very well known in the local community of where our show is being held, who may be able to do an opening segment to our show. This is a great promotional tool which will bring our company publicity, while capitalizing on the local popularity that is already established by the other company. We will intend on seeking this type of partnership once the site of our shows are determined, at a future date.
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We were incorporated in the State of Nevada on March 15, 2010. On March 1, 2013, our common stock became eligible for quotation on the Over the Counter Bulletin under the symbol INKA.OB. We do not have any subsidiaries. Our principal office is located at IV Etapa Pachacamac, MZ H2 Lot 31 Barrio 2 Sector 1, Villa el Salvador, Lima, Peru 42. Our telephone number is +886 963 080 887. Our fiscal year end is October 31st.
We have incurred losses since our inception. We rely upon the sale of our securities or loans from our President to fund our operations. We are not involved in any bankruptcy, receivership or similar proceedings.
Liquidity and Capital Resources
As of July 31, 2013, we had cash of $59 and a working capital deficit of $74,902. Our accumulated deficit from inception (March 15, 2010) to July 31, 2013 was $79,732. Our net loss of $23,837 for the nine months ended July 31, 2013 was mostly funded by funds raised from equity financing since inception. During the nine months ended July 31, 2013, we raised $12,303 through borrowings from related parties. During the nine months ended July 31, 2013 our cash position decreased by $481.
We used net cash of $12,784 in operating activities for the nine months ended July 31, 2013 compared to net cash of $22,143 used in operating activities for the nine months ended July 31, 2012. We have used a total of $47,198 in operating activities from our inception (March 15, 2010) to July 31, 2013.
During the nine months ended July 31, 2013 our monthly cash requirement was approximately $1,624 compared to approximately $2,460 for the nine months ended July 31, 2012. At July 31, 2013, we had cash of $59, which will cover our costs for approximately less than 1 month according to our current monthly burn rate.
We expect to require approximately $80,000 to fund our training program which we will be the first step of our business plan. We are initially looking to hire 8 dancers that fit the requirements we are looking for. This will allow us to be able to perform the various types of dances we want and provide great entertainment for our customers. In our estimate, the training program will take 6 months to complete. While we are engaged in training our dancers, we will begin to actively market and advertise our services both throughout the US and in Peru. The training program will be held in Chicago, Illinois, the same location as our first performance, to allow us to gain some familiarity with the location and the local population, as well as have our accommodations and transport arrangements already settled well in advance.
We are estimating a cost of approximately $2,500 a month for leasing space for our training program.
After our training program is complete, we will begin our performances, both public dances where we sell tickets and collect the gate revenue, as well as private shows where we are paid a flat fee and the person who hires us then collects the receipts from ticket sales. There is no guarantee that will be able to successfully implement our business plan, begin our operations or obtain profitability.
We estimate the total cost of the 6 month training program to be $80,000, which is broken down as follows:
Cost | Amount |
Monthly Rent ($2,500 x 6 months) | $15,000 |
Dancer Salary ($5,000 x 8 dancers) | $40,000 |
Trainer Salary ($30,000 year x 0.5 years) | $15,000 |
Legal, Accounting & Miscellaneous | $10,000 |
Total | $80,000 |
Currently, we have no funds with which to initiate the training process and there is no assurance that any financing will be available or if available, on terms that will be acceptable to us. We also may need additional financing to carry out our business plan.
Obtaining additional financing will be subject to a number of factors including market conditions, investor acceptance of our business plan, and investor sentiment. These factors may make the timing, amount, terms and conditions of additional financing unattractive or unavailable to us. If we cannot raise at least $80,000 we will not be able carry out our planned business operations. In such an event, we intend to implement expense reduction plans in a timely manner. However, these actions would have material adverse effects on our business, revenues, operating results, and prospects, resulting in a possible failure of our business. We may need to obtain additional financing which may not be available, which could cause us to cease operations.
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Results of Operations for the Three months Ended July 31, 2013 compared to the Three months ended July 31, 2012 and From Inception (March 15, 2010) to July 31, 2013
Revenues
We have not generated any revenues since inception.
Net Loss
We incurred a net loss of $8,106 for the three months ended July 31, 2013, compared to a net loss of $3,075 for the three months ended July 31, 2012. Since March 15, 2010 (date of inception) to July 31, 2013, we have incurred a net loss of $79,732.
Expenses
Our total expenses for the three months ended July 31, 2013 were $8,106, which consisted of office and general expenses of $3,396 and professional fees of $4,710. Our total expenses for the three months ended July 31, 2012 were $3,075, which consisted of office and general expenses of $1,325 and professional fees of $1,750. Our general and administrative expenses consist of professional fees, management and consulting fees, stock based compensation, bank charges, travel, meals and entertainment, rent, office maintenance, communications (cellular, internet, fax and telephone), courier, postage costs and office supplies. Since March 15, 2010 (date of inception) to July 31, 2013, we have incurred total expenses of $79,732, including office and general expenses of $40,387 and professional fees of $39,345.
Results of Operations for the Nine months Ended July 31, 2013 compared to the Nine months ended July 31, 2012
Revenues
We have not generated any revenues since inception.
Net Loss
We incurred a net loss of $23,837 for the nine months ended July 31, 2013, compared to a net loss of $29,107 for the nine months ended July 31, 2012.
Expenses
Our total expenses for the nine months ended July 31, 2013 were $23,837, which consisted of office and general expenses of $15,295 and professional fees of $8,542. Our total expenses for the nine months ended July 31, 2012 were $29,107, which consisted of office and general expenses of $21,931 and professional fees of $7,176.
Inflation
The amounts presented in the financial statements do not provide for the effect of inflation on our operations or financial position. The net operating losses shown would be greater than reported if the effects of inflation were reflected either by charging operations with amounts that represent replacement costs or by using other inflation adjustments.
Off-Balance Sheet Arrangements
As of July 31, 2013, we had no off balance sheet transactions that have or are reasonably likely to have a current or future effect on our financial condition, changes in our financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources.
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ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
As a smaller reporting company as defined by Rule 229.10(f)(1), we are not required to provide the information required by this Item 3.
ITEM 4. CONTROLS AND PROCEDURES
Evaluation of Disclosure Controls and Procedures
We maintain disclosure controls and procedures, as defined in Rule 13a-15(e) promulgated under the Securities Exchange Act of 1934 (the "Exchange Act"), that are designed to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission's rules and forms and that such information is accumulated and communicated to our sole officer, as appropriate to allow timely decisions regarding required disclosure. We carried out an evaluation, under the supervision and with the participation of our sole officer, of the effectiveness of the design and operation of our disclosure controls and procedures as of July 31, 2013. Based on the evaluation of these disclosure controls and procedures, our sole officer concluded that our disclosure controls and procedures are ineffective.
Changes in internal controls
There were no changes in our internal control over financial reporting, as defined in Rule 13a-15(f) promulgated under the Exchange Act, during the quarter ended July 31, 2013 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
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ITEM 1. LEGAL PROCEEDINGS
Management is not aware of any legal proceedings contemplated by any governmental authority or any other party against us. None of our directors, officers or affiliates are (i) a party adverse to us in any legal proceedings, or (ii) have an adverse interest to us in any legal proceedings. Management is not aware of any other legal proceedings that have been threatened against us.
ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
ITEM 4. MINING SAFETY DISCLOSURES
ITEM 5. OTHER INFORMATION
ITEM 6. EXHIBITS
Exhibit | Exhibit |
Number | Description |
31.1 | Certification of the Chief Executive Officer and Chief Financial Officer Pursuant to Rule 13a-14 or 15d-14 of the Exchange Act pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 |
32.1 | Certification of the Chief Executive Officer and Chief Financial Officer Pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 |
EX-101.INS | XBRL Instance Document |
EX-101.SCH | XBRL Taxonomy Extension Schema |
XBRL Taxonomy Extension Calculation Linkbase | |
EX-101.LAB | XBRL Taxonomy Extension Label Linkbase |
EX-101.PRE | XBRL Taxonomy Extension Presentation Linkbase |
EX-101.DEF | XBRL Taxonomy Extension Definition Linkbase |
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SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Exchange Act, the Registrant has duly caused this Quarterly Report to be signed on its behalf by the undersigned thereunto duly authorized.
| INKA PRODUCTIONS CORP. | |
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Date: September 12, 2013 | By: | /s/ Roxana Gloria Candela Calixto |
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| Roxana Gloria Candela Calixto |
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| Chief Executive Officer, Chief Financial Officer, President, Secretary, Treasurer and Director |
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